Valuation methods

Andrea ALOSCARI

In this article, Andrea ALOSCARI (ESSEC Business School, Global Bachelor in Business Administration (GBBA) – 2024-2025) explains about three fundamental valuation methods—Comparable Companies Analysis, Precedent Transactions Analysis, and Discounted Cash Flow (DCF) Analysis—and their role in achieving successful deal outcomes.

Which are the main valuation methods?

At the heart of M&A, or Mergers and Acquisitions, stands the concept of valuation, which helps businesses evaluate the idea of expanding or consolidating their position in the market. The estimation of the target company’s implied share price is vitally important both for buyers and sellers and can be conducted with three main valuation methods: Comparable Companies analysis, Precedent Transactions analysis, and Discounted Cash Flow analysis.

Comparable Companies Analysis

The Comparable Companies analysis, colloquially known as “trading comps,” is one of the most common methodologies in M&A valuation. This methodology depends upon the analysis of the target company in comparison to other similar publicly traded companies. The rationale driving this valuation method is simple: a company is valued at a multiple equivalent to that of comparable companies operating in the same industry, same geography and similar financial profiles.

It starts by selecting an industry peer group of companies. Industry, size, geographical location, growth prospects, and profitability usually influence the choice of these groups of companies.

When conducting the valuation of a company, it is necessary to calculate different multiples for the comparable firms and consecutively apply them to the company financials, in order to estimate the value of the target. The most frequently used multiples are Enterprise Value/EBITDA, Price per share/Earnings per share, and Enterprise Value/Revenues.

In specific cases, the analysis can be extended to include industry metrics. For instance, in the case of the telecommunications field, price-per-subscriber metrics may be considered more relevant, while revenue-per-user or annual recurring revenue multiples are more applicable in the case of software companies. Such metrics allow deeper insight, giving a closer approximation for valuation.

While Comparable Companies analysis is market-reflective and easy to apply, there are some limitations. In real life, it is very hard and sometimes impossible to find really comparable companies, especially for niche industries or highly diversified firms. Valuation metrics may also be distorted by recent market volatility and temporary anomalies; therefore analysts need to use judgment when interpreting the results.

Precedent Transactions Analysis

Precedent transaction analysis includes the analysis of past M&A transactions to derive an estimated value of the target company. This technique provides, therefore, an indication of the price that the market has paid in the past, for companies which are similar in some respects.

In carrying out this type of analysis, analysts gather data on transactions similar in nature, deal size, industry and time. Application of the relevant metrics-such as EV/EBITDA and EV/Sales- will subsequently yield a set of valuation multiples. Later on, these are adjusted for synergies, market conditions, and strategic importance, among other factors, to arrive at an estimation of the target company’s value.

The major advantage of Precedent transaction analysis is that this method is derived from actual transaction data, which includes premiums for control and synergies. Despite that, also this methodology has several disadvantages; the historic transactions may not indicate the existing market conditions, and exhaustive data of private deals could be pretty hard to find out. Notwithstanding these disadvantages, this method is one of the main ways to find out the valuation trends in the merger and acquisition market.

Discounted Cash Flow (DCF) Analysis

Discounted Cash Flow Analysis works on a completely different tangent, focusing on the intrinsic value of the company. Whereas both Comparable Company analysis and Precedent Transactions analysis estimate the value of a company based on market comparables, unlike them, DCF estimates a company’s value based on its future expected cash flows. This is useful in cases where the companies have a very different business model or operate in an industry with few comparables.

Essentially, DCF starts off with projecting free cash flows for the target company over some predefined period of projection. These are then discounted back to the present using the firm’s cost of capital, reflecting risks involved in the business. Further, will be necessary to calculate the terminal value of the company, discounting it to the present value and adding it back to the value of the projection period.

The strengths of DCF lie in its flexibility and that it is based on fundamental performance, rather than on market sentiment. However, it is highly sensitive to assumptions like growth rates, discount rates, and terminal value calculations. Even small changes in these inputs may strongly affect the final valuation outcome. It therefore requires analysts to be very strict in justifying their assumptions and testing the robustness of their models via sensitivity analysis.

For example, we can consider a technology start-up with very high growth potential. Analysts would project cash flows considering very rapid revenue increases and very significant reinvestments in technology. In contrast, one would focus on stable cash flows and incremental growth while valuing a mature industrial firm. The DCF model would be flexible enough to accommodate those contexts.

Combining Valuation Techniques

No valuation approach is ideal on its own. Each of the techniques gives a different insight and is hence suited for different situations. For instance, Comparable Company analysis would be perfect in judging the relative value of a company with its peers, whereas Precedent Transactions analysis provides a reality check based on actual market transactions. On the other hand, DCF provides an intrinsic in-depth analysis of the business, independent of the market noise.

In order to provide a more complete assessment, the triangulation approach is increasingly being used by incorporating findings from valuations of different techniques. As an example, in technology industries, Comparable Company analysis might provide a view on how markets valued comparable businesses, DCF might be applied with respect to long-term intellectual property value and growth potentials, Precedent Transactions analysis could help identify synergies from historical deals and therefore complement an otherwise forward-looking DCF approach.

Finally, the values are presented through a football field chart, a type of graph that is particularly helpful in visualizing the results and comparing various approaches to valuation. This chart usually assists stakeholders, but not only, in rapidly identifying overlap and outliers by portraying ranges of value generated from multiple approaches on one horizontal axis.

Example of a DCF valuation

In the following section, you can download an Excel file containing a valuation performed using the discounted cash flow (DCF) method. The file includes all the calculation details, such as projected cash flows, the discount rate applied, and the resulting net present value. Additionally, it contains sheets where various assumptions were made, along with the forecasting of financial statement items.

Example of DCF valuation
 Example of DCF valuation
Source: Personal analysis

In this discounted cash flow (DCF) analysis, the valuation is performed by projecting future free cash flows to the firm (FCFF) over a specified forecast period. Key assumptions, such as revenue growth, cost of goods sold (COGS) percentage, EBITDA margin, depreciation, capital expenditures (CapEx), and changes in net working capital (NWC), are made to forecast the financial statement items.

The projected FCFF values are then discounted using a weighted average cost of capital (WACC) to estimate their present value. A terminal value is calculated at the end of the forecast period, representing the business’s residual value. The total enterprise value is obtained by summing the discounted FCFFs and the discounted terminal value. Lastly, adjustments for net debt and outstanding shares are made to derive the implied equity value and share price.

Additionally, the file includes a sensitivity analysis to show how changes in growth rate and WACC impact the enterprise value.

You can download below the Excel file for valuation.

Download the Excel file  with a valuation example

Why should I be interested in this post?

The following post outlines some of the key valuation techniques in M&A transactions and is hence very useful for finance professionals, students, and anyone interested in the corporate world. This article offers practical tools that help make an appropriate assessment of deal value utilizing methodologies like Comparable Companies Analysis, Precedent Transactions Analysis, and Discounted Cash Flow Analysis.

Whether it is for an investment banking career or an intrinsic desire to understand how things work in corporate finance, it is possible to find some real actionable insight in this article. The combination of a theoretical base with real applications allows the reader to take these concepts into dynamic market environments.

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Useful resources

Joshua Rosenbaum and Joshua Pearl (2024) “Investment Bnaking : Valuaito, LBOs, M&A and IPOs” Wiley, Third Edition.

Alexandra Reed Lajoux (2019) “The Art of M&A, Fifth Edition: A Merger, Acquisition, and Buyout Guide” McGraw-Hill Education.

Tim Koller, Marc Goedhart, David Wessels (2010) “Valuation: Measuring and Managing the Value of Companies”, McKinsey and Company.

Aswath Damodaran (2024) Valuation Modeling: Excel as a tool (YouTube video).

About the author

The article was written in January 2025 by Andrea ALOSCARI (ESSEC Business School, Global Bachelor in Business Administration (GBBA) – 2024-2025).

My experience as an intern in the Corporate Finance department at Maison Chanel

My experience as an intern in the Corporate Finance department at Maison Chanel

Martin VAN DER BORGHT

In this article, Martin VAN DER BORGHT (ESSEC Business School, Master in Finance, 2022-2024) shares his professional experience as a Corporate Finance intern at Maison Chanel.

About the company

Chanel is a French company producing haute couture, as well as ready-to-wear, accessories, perfumes, and various luxury products. It originates from the fashion house created by Coco Chanel in 1910 but is the result of the takeover of Chanel by the company Les Parfums Chanel in 1954.

Chanel logo.
Channel logo
Source: Chanel.

In February 2021, the company opened a new building called le19M.This building was designed to bring together 11 Maisons d’art, the Maison ERES and a multidisciplinary gallery, la Galerie du 19M, under one same roof. Six hundred artisans and experts are gathered in a building offering working conditions favorable to the wellbeing of everyone and to the development of new perspectives at the service of the biggest names in fashion and luxury.

My internship

From September 2021 to February 2022, I was an intern in the Corporate Finance and Internal Control department at Maison Chanel, Paris, France. As part of Manufactures de Mode, subsidiary of Chanel, which aims to serve as support for all the Maisons d’art and Manufactures de Modes, located in le19M building, my internship was articulated around three main missions.

My missions

My first mission was to develop and implement an internal control process worldwide in every entity belonging to the fashion division of Chanel. The idea behind this was to make a single process that could be used in every entity, whatever its size, so all of them have the same, improving the efficiency during internal and external audits.

During the six months of my internship, we focus our development on a particular aspect of internal control that is called “segregation of duties” or SoD. The segregation of duties is the assignment of various steps in a process to different people. The intent behind doing so is to eliminate instances in which someone could engage in theft or other fraudulent activities by having an excessive amount of control over a process. In essence, the physical custody of an asset, the record keeping for it, and the authorization to acquire or dispose of the asset should be split among different people. We developed multiple procedures and matrix to allow the company to check whether their actual processes were at risk or not, with different level of risks, and adjustments proper to each entity.

My second mission was to value each company to test them for goodwill impairment in Chanel SAS consolidation. We use a discounted cash flow (DCF) model to value every company and based on the value determined, we tested the goodwill. Goodwill impairment is an earnings charge that companies record on their income statements after they identify that there is persuasive evidence that the asset associated with the goodwill can no longer demonstrate financial results that were expected from it at the time of its purchase.

Let me take an example. Imagine company X acquire company Y for $100,000 while company Y was valued at $60,000 in fair value. In this situation, the goodwill is $40,000 (=100,000 – 60,000). Now let’s say we are a year later, and the fair value of company Y is calculated as $45,000 while its recoverable amount is $80,000. The carrying amount of the asset and the goodwill (85,000) is now higher than the recoverable amount of the asset (80,000), and this is misleading, so we have to impair the goodwill by $5,000 (85,000 – 80,000) to account for this decrease in value. As the company was acquired at a price higher than the fair value, it is the goodwill that will be impaired of such a loss.

My last mission was a day-to-day exercise by which I had to assist and support each entity in its duties towards Chanel SAS. It could have been everything related to finance or accounting (reporting, valuation, integration post-acquisition, etc.), and sometimes not even related to finance but to the development of these companies (IT, audits, etc.). This last mission allowed me to travel and visit multiple Maisons d’art and Manufactures de modes to help prepared internal and external audits.

Required skills and knowledge

The main requirements for this internship were to be at ease with accounting and financial principle (reporting, consolidation, fiscal integration, valuation, etc.) to be able to communicate with a multitude of employees by writing and talking, and to be perfectly fluent in English as entities are located everywhere.

What I learned

This internship was a great opportunity to learn because it required a complete skillset of knowledge to be able to work at the same time on internal control aspects, financial aspects, accounting aspects, and globally audit aspects. It gave me the possibility to meet a huge number of people, all interesting and knowledgeable, to travel, to learn more about the fashion luxury industry at every stage of the creation process, and to discover how it is to work in a large company operating on a worldwide scale.

Three concepts I applied during my journey

Discounted cash flow (DCF)

Discounted cash flow (DCF) analysis is a valuation method used to estimate the value of an asset or business. It does this by discounting all future cash flows associated with the asset or business back to the present time, so that they have a consistent value in today’s terms. DCF analysis is one of the most commonly used methods for valuing a business and its assets, as it takes into account both current and expected future earnings potential.

The purpose of using DCF analysis is to determine an accurate value for an asset or company in order to make informed decisions about investing in it. The method takes into account all expected future cash flows from operating activities such as sales, expenses, taxes and dividends paid out over time when calculating its intrinsic worth. This allows investors to accurately evaluate how much they should pay for an investment today compared to what it could be worth in the future due to appreciation or other factors that may affect its price at any given moment over time.

The process involves estimating free cash flow (FCF), which includes net income plus non-cash items like depreciation and amortization minus capital expenditures required for day-to-day operations, then discounting this figure back at a rate determined by market conditions such as risk level and interest rates available on similar investments. The resulting number provides investors with both a present value (PV) which reflects what would be earned from holding onto their money without risking any capital gains tax if held long enough; as well as terminal value (TV) which considers what kind of return can be expected after taking into account growth rates for remaining years left on investments being considered.

Since DCF only takes into consideration anticipated figures based off research conducted prior through financial data points, there are certain limitations associated with using this type of calculation when trying to determine fair market values since unexpected events can occur during timespan between now until end date calculated period ends causing prices either rise above estimated figures proposed earlier before end date was reached thus creating higher returns than originally forecasted initially before actual event took place; at same opposite can occur where unforeseen economic downturns could lower prices below predicted projections resulting lower returns than assumed initially prior situation happening firstly. Therefore, while estimates provided via discounted cash flow are helpful tools towards making more informed decisions when considering buying/selling specific assets/companies, ultimately investor should also conduct additional due diligence beyond just relying solely upon these calculations alone before making final decision whether proceed further move ahead not regarding particular opportunities being evaluated currently.

Goodwill impairment is an analysis used to determine the current market value of a company’s intangible assets. It is usually performed when a company has acquired another company or has merged with another entity but can also be done in other situations such as when the fair value of the reporting unit decreases significantly due to market conditions or internal factors. The purpose of goodwill impairment analysis is to ensure that a company’s financial statements accurately reflect its financial position by recognizing any potential losses in intangible asset values associated with poor performance.

When conducting goodwill impairment analysis, companies must first calculate their total identifiable assets and liabilities at fair value less costs associated with disposal (FVLCD). This includes both tangible and intangible assets like trademarks, patents, and customer relationships. Next, they must subtract FVLCD from the acquisition price of the target entity to calculate goodwill. Goodwill represents any excess amount paid for an acquiree above its fair market value which cannot be attributed directly to specific tangible or intangible assets on its balance sheet. If this calculated goodwill amount is greater than zero, then it needs to be tested for potential impairment losses over time.
The most common method used for testing goodwill impairments involves comparing the implied fair value of each reporting unit’s net identifiable asset base (including both tangible and intangible components) against its carrying amount on the balance sheet at that moment in time. Companies may use either a discounted cash flow model or their own proprietary valuation techniques as part of this comparison process which should consider future expected cash flow streams from operations within each reporting unit affected by acquisitions prior years among other inputs including industry trends and macroeconomic factors etcetera where applicable. If there is evidence that suggests that either one would result in lower overall returns than originally anticipated, then it could indicate an impaired asset situation requiring additional accounting adjustments.

Goodwill

In summary, goodwill impairment analysis plays an important role in ensuring accurate accounting practices are followed by companies so that their financial statements accurately reflect current values rather than simply relying on historic acquisition prices which may not necessarily represent present day realities. By taking all relevant information into consideration during these tests, businesses can identify potential issues early on and make necessary changes accordingly without having too much negative impact downstream operations going forward.

Segregation of duties (SoD)

Segregation of duties (SoD) is an important part of any company’s internal control system. It involves the separation and assignment of different tasks to different people within a business, in order to reduce the risk that one person has too much power over critical functions. This segregation helps to ensure accuracy, integrity, and security in all areas.

Segregation of duties can be broken down into two main components: functional segregation and administrative segregation. Functional segregation involves assigning specific responsibilities or tasks to individuals with expertise or knowledge in that area while administrative segregation focuses on preventing an individual from having too much authority over a process or task by dividing those responsibilities among multiple people.

The purpose behind segregating duties is to limit potential risks associated with fraud, errors due to lack of proper supervision, mismanagement, waste, and misuse of resources as well as other potential criminal activities that could lead to loss for the business. Segregation also ensures accountability for everyone’s actions by making sure no single employee has access or control over more than one critical function at any given time: thereby reducing opportunities for mismanagement and manipulation without proper oversight from management personnel. Additionally, it allows businesses better manage their internal processes by providing checks-and-balances between departments; thus, promoting better coordination between them which can be beneficial when dealing with complex procedures such as budgeting cycles or payroll processing, etc.

In conclusion, segregating duties helps businesses reduce risks related not only fraud but also mismanagement, waste, misuse & other criminal activities which may lead businesses losses & create transparency & accountability within departments so they are able coordinate properly & execute operations efficiently. It is therefore an essential component business should consider implementing into their internal controls systems if they wish to ensure their financial stability long run.

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Useful resources

Maison Chanel

le19m

About the author

The article was written in January 2023 by Martin VAN DER BORGHT (ESSEC Business School, Master in Finance, 2022-2024).